Can't Sleep
by Arden Tenjou
Summary: Soon after Levi joins the Survey Corps, his first encounter with titans leaves him with chronic insomnia. Erwin sometimes suffers from it too, and they find comfort with one another. Little does Levi know that these encounters hold much more significance for Erwin than they do for him. A story of unrequited love and a love triangle. Erwin x Levi, Levi x Erwin, Eren/Erwin x Levi.


Chapter One

The world I'd grown up with was not a kind one. So by the time Farran and Isabelle died right in front of me, it was pretty well par for the course. The world was hell, as that kid Armin would later note, some people were just lucky not to notice it. But in all the pain around us – the only reliable thing in this world it seemed – there was one mystery that I never really figured out. Erwin Smith.

Late one night, I couldn't sleep so I went walking around the barracks. Wanting to look at the sky, which was something I never really got tired of doing, I climbed the stone stairs outside up to the roof. I was surprised to find I wasn't the only one to have that idea tonight.

Erwin was sitting on the edge of the roof. He was looking out over the city, not at the stars but far out toward the wall. He almost seemed to be looking past it.

"Think you can burn a hole through it with that glare?" I asked, approaching him.

He turned to look at me in surprise. I flinched; he had his mask down. The scariest and least human version of himself, which he normally tried to hide, I was able to see for just a moment in his half-lit face in the moonlight. When he recognized me, pleasant surprise overtook the monster underneath.

"Oh, Levi," he said. "Can't sleep either?"

I shook my head. "Never through the night. Not since I saw them."

"Ah," Erwin murmured, his gaze lowering. "That's a natural reaction."

I walked over to him as he continued gazing out toward the wall, his mask slipping again. He must be thinking hard about something. I waited for him to either ask me to leave, or to sit down with him, but he did neither. I sat beside him of my own accord. I didn't really have anything to say, and though I was interested in what was preoccupying him, it was my policy not to ask for personal information that wasn't offered. We stayed in silence for a few minutes, him looking at the wall and me at the stars.

"I'm sorry, Levi," he said eventually.

"What for?"

Erwin gave a half smile of surprise and remorse as if he had expected to be hated. "Don't you blame me for what happened?"

I looked away by reflex. Why would he intentionally bring up something I was trying not to think about? I still heard their voices in my head. Trying to check a little vindictiveness that rose up in my voice, and failing, I said, "I think only people like you look for someone to blame when bad things happen."

Erwin raised his eyebrows, but didn't reply.

I picked a piece of dust I noticed off one of my shoes. "If you notice when something goes wrong, it means things mostly go right for you. It means you if you try and work hard, you are rewarded for your efforts. But when bad stuff happens no matter how hard you try, you stop caring about what's fair. Or who's responsible. Or who's wrong."

Erwin's expression as he looked at me was blank. He took it in and said nothing. Eventually he turned away from me. "I'm sorry it's been so hard for you."

"It hasn't. Only someone who's lived above ground all their lives would say think so."

Erwin nodded. "I see. Then…I'm even more grateful that you chose to stay with us, Levi. You know you'll have to keep seeing people die. You'll have to keep fighting titans."

That thought sent another wave of panic down my skin. Sleep would be impossible now, as my head filled with images of titans grinning, grabbing, ripping, crunching people. But I was getting used to the fear. I didn't want to say I was an adrenaline junkie like the other freaks here, but there was strange satisfaction in killing them. Maybe that was worse than being addicted to thrills, actually.

"One of the things that's hard, when you can't see the sun every day…" I said, looking up at the stars. "It's hard to feel like what you do each day means anything. The day bleeds into the night and eventually there's no difference. I tried to scrape out meaning by looking after those worse off than me," I murmured, as Isabella's pained face severed and laying bloody in the mud floated into my head, "…you saw how that turned out."

"It wasn't your fault. You would have saved them if you could," Erwin told me, frowning deeply.

I shrugged. "If you say so. Like I say, I don't have a good sense of responsibility. It seems like bad things happen to everyone no matter what you do. But I'm grateful to you."

Erwin's eyes went wide. "You? To me? That's a surprise."

I faltered as I tried to explain. I took a quick breath. "I'm not thrilled about the idea of watching a new batch of recruits die horribly in front of me. And another, and another. And no matter how good you are at command, I know that's what's going to happen." Erwin's eyes went cold and for a moment, only the monster inside him was staring at me. It made me shiver. "But if it's the whole human race we're fighting for, then no matter how many we lose, we won't lose hope completely until everyone is dead. And that hasn't happened yet, right?"

Erwin didn't answer for a long time, but when I looked at his face again, I almost thought he might cry. He looked at me with admiration, his lips slightly parted. He managed a soft smile. "So it puts some difference between the day and the night for you? That's what you're saying?"

I nodded. "That's about the best thing you can say about a job. Right?"

Erwin chuckled. "I can never come close to you, Levi."

"What?"

"Your value to the human race." To my surprise, Erwin shifted to be closer to me, again admiring my face. I saw his hand rise as if he would touch me, but at the last moment, he held back. He placed it down on his lap, forcing himself to smile. "I really believe…well. It doesn't matter. Either way, I'm sure any gratitude you feel for me can't compare to what I feel for you."

I took him in with a long glance, sensing something a bit off. "You talk like you love me."

I sensed a miniscule pause as Erwin's eyelashes fluttered and he looked away. But quickly, an unreadable expression took over his face and he chuckled. "What an unpleasant thought that would be for you. Don't worry, I wouldn't trouble you with something so burdensome."

I raised my eyebrows. What was that reaction? It was a joke, but for an instant it looked like he took me seriously. So seriously he needed to deny it. Did that mean he'd been thinking about this?

"Hang on, do you?" I pressed, noticing but ignoring his obvious discomfort.

Erwin shook his head, refusing to look at me. "This…we shouldn't be talking about this. Thank you for the talk, Levi. I think I'll head back to my room." He got up and started to leave.

"Why?"

Erwin stopped. He turned back to look at me with an incredulous expression. "Hm? Well, because it's late, and…we should be in bed. I'm sorry I said something strange, Levi, but please forget about it."

I looked him up and down in appraisal and then shrugged. "The world's a hellish place. It's rare to find someone that makes you happy."

Erwin looked uncomfortable, averting his gaze. "I see…you mean that…if I did feel that way, it wouldn't bother you." A difficult smile tinged with regret overtook his face. "I'm not saying I do, but that's very kind of you, Levi."

"Hah? Ah…well. I guess I mean that, too," I muttered, rolling my eyes. "But I was talking more practically. About sex."

Erwin recoiled. He stared at me as if I had turned into a grapefruit. He took a slow look around him as if searching for someone else to confirm what he had just heard. Eventually he gazed down at me again. "Are you joking, Levi?"

I stared hard at him long and hard for a few moments in silence. "Yeah. Because you know I'm such a jokester," I muttered.

"I'm sorry, I'm just struggling to understand what you mean," Erwin said.

"I think it's pretty simple," I said, levying myself up to stand before him. "Right now, it seems like the best thing we can do is hold on to whatever comfort we can find. The idea of being loved by you kind of satisfies that sadistic streak in me," I murmured, my gaze traveling down to his lips without much thinking about it. "It might even be a good answer to insomnia. I can't say I'm any good at romance, but I'd like to be with you if you want me."

Erwin's expression slowly softened as he watched me. "You don't mind?" he murmured softly, looking deep into my eyes.

"Stop asking questions I've already answered," I muttered. "How do these things normally start? Want to try a kiss?"

Erwin's brows drew tight together as he watched me. Hesitantly, he raised both his hands and lightly touched my arms, almost reverently. _Wow_ , I thought, _this guy's really serious about me_. He took a breath to speak, and stopped himself. He started again, "I don't think this is a good idea…"

"Well, unfortunately it's up to you at this point," I replied. I placed my hands on his shoulders and stood up on my toes. "This is my limit. I can't even meet you halfway, short of climbing you like a jungle gym."

Erwin's eyelashes fluttered as he gazed admiringly at me. His lips parted and he seemed to want to speak, but held back. Instead, slowly, he leaned down to bring his face closer to mine. But here, again, he seemed to lose his nerve and stopped, looking down with uncertainty.

"There. That's fine," I said.

I wrapped one hand around the back of his neck and stood on my toes to softly press my lips to his. I heard a sharp intake of air from him. A warm feeling spread through my body. This felt better than I thought it would. The truth was, although I'd never felt the kind of love for anyone that Erwin apparently felt for me. And although a small part of me resented him for his role in what happened, I admired and liked him quite a lot. It also felt good to think I held something over him.

I let my eyes open as our lips slowly parted. Erwin held my gaze. His eyes traveled from one of mine to the other, and then admired every curve of my face. He brushed my bangs out of my face with a gentle touch.

"Levi," he whispered. "This is a strange feeling for me…I actually don't know what to do."

I scoffed. "Met your match, have you?"

He smiled. "I thought so from the first time we met."

…

Erwin took my hand and led me back to his quarters. When we entered, he watched me questioningly, as if he still weren't sure this was right. I sighed.

"Tell you what," I said. "If you're going to keep losing your nerve, could you sit down? Otherwise I feel like this is going to take hours."

Erwin considered, looking away briefly. He looked almost nervous, although I'd never seen him nervous before. But eventually, he nodded. He walked over to his bed and sat down on it. I approached him and observed his face with interest for a while. I raised a hand to tilt up his chin a little to give me a better view.

I liked the masculine lines of his face, his high cheekbones and roman nose, the gold of his hair and icy blue of his eyes. He looked up at me with a pained and yet admiring expression. _That's hitting me quite hard actually_ , I thought with mild surprise.

"What do you love about me exactly?" I asked him as I started to wonder. "It's not like I have low self-esteem or anything, but even I rarely find myself pleasant company. The only people who ever stayed with me are ones who needed my protection. Everyone else is afraid of me or resents me." I narrowed my eyes down at him as something occurred to me. I lowered my face down close to his to menace him. "Don't tell me you're just after my body."

Erwin reached up a hand to gently grasp mine as it touched his face. "It's hard to say just one thing," he said softly. But eventually he smiled up at me playfully. "That said, I'm surprised. I didn't know you were the type to fish for compliments, Levi."

"Are you kidding? I hate them." But having said this, I leaned down and placed another kiss against his lips. Erwin breathed in in shock again, but after a moment, reached his free hand up to caress my face. He really loved me, I thought. This was getting more exciting.

Without breaking contact with his mouth, I placed one knee on either side of his legs, sitting in his lap on the bed. Erwin breathed in and wrapped his arms around me, holding me firmly. His arms were very large and muscular, it felt good to be wrapped up in them. I let myself relax into him, enjoying the sensation of his soft, still somewhat hesitant kisses.

At one point, he raised a hand to the back of my head and at the same time slipped his tongue inside my mouth. I shivered with a pleasant noise and instinctively rolled my hips against him. Erwin gasped, breaking the kiss and looking away, panting. I raised an eyebrow at him.

"You're surprised I have a dick?" I demanded in irritation.

Erwin shook his head. "No…I'm sorry, I just didn't think I would be able to do this with you. I need to calm down."

"Ah," I said with renewed interest. "You're excited."

Rather than answer, Erwin lowered his head to rest on my shoulder. "Levi," he murmured. He held me tight. "I'm still nervous. I'm not sure what to do. Can you take the lead? I'll do whatever you want me to."

I considered that appreciatively. "Not a bad prospect. Okay then. Take your clothes off and lay down."

Erwin's eyes fluttered a little again, but he nodded. I stood to give him space to undress and began to do so myself. His eyes were sharply trained to my every movement and watched with fascination as I removed one item after another. We were both wearing night clothes so it didn't take long. When I dropped the last item on the floor, Erwin gazed at every part of my body, his lips parted.

I stepped up to him again, running my hands through his hair. "Lay down," I said again.

Erwin didn't seem to want me to stop touching his hair, but reluctantly he lay back in the bed. I climbed up to kneel beside him. I admired his well-muscled body as he lay before me. He looked like drawings of ancient heroes that you sometimes saw in textbooks. Having grown up in a fairly well-off family and then training to join the Survey Corps from the time he was a teenager, he had a bit more body fat than most, but it was all in the right places, the muscle clearly visible beneath.

"Well," I said, still observing him. "Since it seems like we're both a bit excited, let's ease the tension."

Erwin watched me with uncertainty as I straddled his hips and brought both our half-hard cocks together in my hand. "Ah…" he murmured, bending both his knees reflexively. But that was fine, now I had somewhere to rest my back. Erwin's cock quickly grew fully hard as his cheeks flushed and he stared at my hands.

I sat back against his legs, squeezing both our cocks together in my hands. I couldn't look away from his face as he grew more excited and less able to control his expression and voice. I stroked us both together, slowly at first. Erwin watched for a moment, but as I rubbed faster he bit his lip and let his head fall back, his muscular chest rising with passionate breaths. A thrill ran through my chest seeing that.

He lifted his head again, his lips parted and heated breaths escaping them. As he watched me stroking us both, he grasped my thighs with both hands. His fingers dug a little into the muscle, causing pleasant sensations to run up my hips. I rubbed faster and his hips twitched beneath me. I shuddered as I felt close to cumming.

"Erwin," I said. I leaned over him, not stopping my hands. "I'm going to cum. Bring your face up here."

Erwin willingly propped himself up on one hand and grasped the back of my neck with the other. He pulled me into a deep, passionate kiss as warmth ran through my whole body. I rubbed us both vigorously and cried out a little as a surprisingly powerful orgasm hit me. Erwin quickly pulled my lips back against his as his hips thrust up against mine and I felt his cock spurt cum alongside mine. We managed to maintain the kiss for another few seconds before our lips parted as we both panted for breath.

I rested my hands on his shoulders as I restored my breath. I was still tingling from that orgasm. It seemed that our bodies were pretty compatible. I realized Erwin was still gazing at my lips. He nuzzled my hair with his head a little, then pressed a gentle kiss to my lips.

"All right," I said, my voice a bit hoarse. "That was really good for me. You?"

"Yes," Erwin said softly, his eyes flicking between mine and my lips.

I nodded. "Good then. Well we should probably leave it at that for tonight. Huh?"

Erwin's eyes widened a little. He took a breath to speak, but stopped himself. He turned his gaze away, and slowly nodded. "All right, Levi."

I got down from the bed, looking down at the mix of Erwin's and my cum that lay on my stomach, cock and hand. My lip curled in disgust. Apparently Erwin noticed.

"Wait a minute. I've got a basin of water," he said, rising from the bed. He ducked into his bathroom and returned with the basin and a wash cloth. He set it on the bedside table and dipped the cloth in the water.

Erwin gently grasped my wrist and cleaned my hand for me. He seemed pleased to continue up my arm, across my chest, down my other arm. Slowly, and conscientiously, he cleaned my whole body for me. I wasn't wrong, I thought, watching his gaze as he cleaned every inch of me. He was obsessed.

Finally he cursorily cleaned the parts of him that got cum on them before looking questioningly at me again.

"Thanks," I said. "I'll see you tomorrow then."

He frowned as if he didn't understand, but at length nodded again. I slipped my clothes back on and returned to my room. And something about that encounter obviously did me good, because I immediately fell into a restful sleep, not knowing that it had had the opposite effect on Erwin.


End file.
